He's Just One Man
by Futagi
Summary: After escaping from Batman yet again, Inque makes a discovery and decides to form an alliance with Batman's other enemies to defeat Gotham's hero. Will Terry be able to face them?
1. Chapter 1

**He's Just One Man**

Chapter 1

Gotham City was slick and wet from the evening's previous rain, causing the city's dark surfaces to glisten. Fortunately, the shining black walls and streets blended perfectly with Inque's appearance, albeit she had to avoid the occasional puddle. It had been risking, staging a heist with the clouds threatening to pour again, but her clients had a deadline and didn't want to be kept waiting. Luckily, The Batman had been late and by the time he gave chase, she had already hidden in a dark alley. Escape was still easily possible, but she'd have to be careful about it now that The Bat was flying patrol.

Inque let out a sigh. Things had been so much easier before Batman had returned to Gotham. No, wait, she mentally corrected herself. This was a new bat. The old man she had seen a couple of times was most likely the original article. Things had been so much easier before this _new _Batman had appeared.

Either way, young or old, Batman was a problem. It was incredible how just one man could manage to ruin so many of her heists time and again. And not just Inque's. He managed to disrupt almost all of Gotham's criminal activities, taking them out one by one every night. Granted there was the old man too, but it was the younger one who did all the leg work. Just that one guy.

As annoying as he was though, Inque had to admit from that one experience, the younger one wasn't a bad kisser. At the moment if Inque had had a face, she would have had a devilish smile upon it.

The liquid-formed woman waited a few minutes more, listening carefully for the smooth sound of the aerial Batmobile, before deciding it was safe to emerge from the alley. Before she had gone more that a few blocks however, she noticed something on the street that made her pause. There on the moist darkened street was a single dry footprint. And it was glowing green.

Inque stared at the footprint for a moment, pondering it's implications in her mind as it slowly began to fade on the cool moist ground. She glanced in the direction the footprint had come from. Just as she suspected-- there were a few more of them, and they were coming from the direction of Gotham Harbor.

A plan began to form in Inque's mind as the various pieces of information clicked together. As the final part of the plot wove into place, the polymorph began to laugh. Of course! It was so simple she couldn't believe she had never thought of it before. Batman was just one man, only capable of taking out the super criminal forces of Gotham one at a time. But what if he had to take on two, three or even four of them at once? Even better, if they caught him without that pesky bat suit, he would never stand a chance against them! As an added plus, if she played her hand right, the old man could be finished off too. She would have to hurry that night to make the necessary arrangements and form alliances, but she was sure no one would turn down this opportunity. Certainly not the first man she was going to ask.

Inque was about to laugh again when she heard a hum in the distance. The Batmobile. She cursed in her mind. The polymorph would have no difficulty hiding from The Bat, but _he_ was another matter entirely…

Normaly, Inque was not one to give a thought to other people's problems. Unless of course their problems could be of assistance to her, like that foolish Aaron whats-his-name who had wanted powers like hers. And like this individual. Yes, this man would be very useful to Inque's plan. Quickly, Inque took off in the direction of the footprints, to find and hide her quarry from Gotham's sworn protector.


	2. Chapter 2

Chapter 2

"Hmm. No good, Bruce. Whatever that heat signature was, it's completely disappeared from my screen now."

"And Inque?"

"Had to stop looking for her to check out that heat source."

"And they're both gone now, right?"

Terry McGinnis let out a sigh.

"Yes."

"Well, there's nothing that can be done about that now." Bruce replied.

"So I'm off for the night?" Terry asked, filling with hope for a minute.

"Not quite. The computer should still have the location of where that heat source was last spotted before it disappeared. Go check it out."

Terry sighed again but obediently kept the car in the direction of the heat signature. Sometimes the old man could be persistent and often annoying. But he knew this trade well, better than anyone. As much as Bruce could get on his nerves, Terry respected him.

Arriving at the location the computer indicated, Terry exited the Batmobile and began using the various scanners on his visor to see if there was some clue about the mysterious heat source. After looking around for a few minutes, he came to the conclusion there was none.

"Nothing here, Bruce."

"Try looking without using the scanners this time," came the reply.

"Wait, how did you--"

"A guess. And a good one, evidently. Fancy gadgets have their uses, but you like to rely on them too much. Now try looking around with your own two eyes." Bruce instructed. Terry resisted the urge to make a wisecrack.

"See anything now?"

"Nope, just the same stuff but in normal colors instead of infra -- hey, wait a sec." Terry bent down looking at a footprint on the sidewalk. Or rather, _in_ the sidewalk.

"Hey, Bruce? There's a footprint here. Looks like it's been scorched into the sidewalk."

"Amazing the things you can notice when you use your eyes."

"Alright, that's two for you tonight."

"Just tell me what you can about the footprint."

"Like I said, it looks like it's been scorched into the sidewalk itself. But that heat source was just here a few minutes ago. And it was really hot. I don't understand how it could have cooled so rapidly." Terry said into the COM link while kneeling down and using two fingertips to touch the footprint. "Whoa!"

"Terry, what is it?"

"Hey, Bruce. Remember how I said I lost both Inque and the heat source earlier?"

"Yes."

"Well," Terry began, standing up while feeling a gooey black substance between his thumb and forefinger, "I think I figured out why."


	3. Chapter 3

Chapter 3

"Hey, Wayne. Can I just call it quits tonight?"

"Why? You have a date or something?"

"No. It's just late and there's been no sign of Inque or that weird-disappearing-yet-leaving-behind-strange-decorative-footprints-in-the-sidewalk-hot spot thing." Terry complained. It was the following evening, and so far, except for a few convenience store robberies and one drug bust the night had been pretty uneventful. "Although, some time with Dana would be nice…"

"You should keep your mind focused more on what you're doing and less on girls." Bruce replied.

"Hey, not girls. Just her. You should meet her sometimes, Bruce. She's really pretty amazing."

"I'm sure she is."

"Oh, come on! Have you even gotten as close to a woman as I have with Dana?" Terry asked. There was silence on the other end of the COM link. _Ew, low blow, Ter. You must have stirred up some painful memories for him._

"Hey, Bruce. I'm sorry, I didn't mean--"

"Hold on a moment, I'm still counting," came the reply.

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Inque finished setting up the last couple of barrels on the roof then quickly flowed over the small gap to the building next door. A figure stood there, his upper half covered by some strange white contraption that looked a little like armor, although the arms almost looked like large paws.

"Alright, the preparations are complete. There's enough dynamite in those barrels to get his attention." Inque said him. The figure nodded.

"Just leave everything to me."

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The evening continued to prove uneventful, making the young Batman feel bored. It was getting late, even by Batman's standards, and still there had been no sign of Inque or the mysterious disappearing hotspot at all, let alone any of Gotham's other major troublemakers.

"It looks like Inque's laying low for awhile." Bruce said after Terry commented about the lack of activity. "Alright, bring the car back to the cave."

"Got it."

Terry was just turning the Batmobile back to the manor when he heard the explosion.

"What the--?"

"Terry, what was that?"

"Not sure. Hold on, I'll go check it out." The Tomorrow Knight quickly turned the vehicle around to face the source of the blast. A few blocks away he could see the bright yellow and orange flares of a fire against the dark Gotham sky as thick black smoke rose from the flames.

_Could it be Inque?_ Terry wondered as he guided the Batmobile towards the fire. Once he was near the inferno, he began to fill Bruce in on the details.

"It looks like just the one building's on fire. And even then, just the roof," he described into the Com link.

"What kind of building is it?"

"Looks like an abandoned apartment complex. The rest of the building looks pretty old and I don't see anyone inside or even on the street."

"What caused the explosion?" Bruce asked.

"Not sure. I don't see what could've exploded in a place like this." Terry replied, looking around as he did. His eyes came to rest on a figure standing on the next building over. "Hmm, but you might."

"McGinnis, who are you talking about?"

"Let you know once I catch him, Bruce." With that, Terry brought the Batmobile a little closer to the building and, after setting the vehicle to "park," proceeded to exit the car and glided the last few yards to the building. The figure stood there, waiting for him.

"Hello, Batman. Long time no see," the figure called out, as Batman landed.

"Good to see you, too," Terry replied, finally close enough to recognize him in all the smoke. "Shriek."


	4. Chapter 4

Chapter 4

Bruce Wayne sat at the computer terminal in the Bat Cave, the large monitor before him flooding the cave in an eerie bluish white glow. He listened to the conversation between his successor and the sound mechanic, a twinge of worry creeping up in his mind. Shriek was a dangerous opponent, one who had managed to turn almost all of Gotham City against Terry and the mantle of Batman. Although that was also the same day any doubts in Bruce's mind about whether Terry McGinnis was the right person to take over as Batman had faded, as the boy was prepared to give up everything to protect his city, even as ungrateful as it was. Bruce smiled at the memory, but his face quickly tensed back into his usual frown as he turned back to the matter at hand.

"McGinnis, watch yourself."

"Don't worry, Wayne. I can handle him." Terry's voice replied through the computer.

Bruce rested his chin on his hands before quietly muttering, "I hope so."

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The sound wave tore through the roof of the building like it was paper, but Terry easily managed to fly over it with a thrust from the rockets under his heels. Once airborne, he quickly threw a Batarang at Shriek, which knocked out the sound modifier on his right hand. Terry kept flying towards him, traveling quickly to avoid the attack he expected from Shriek's remaining modifier, but to his surprise, the rogue turned and began to flee.

"Well, that's different." he muttered.

"McGinnis, what's going on?" Bruce demanded to know.

"Shriek's not staying to fight. He's running."

"Odd."

"I know. Usually he's obsessed with revenge. I can't believe he'd give up when he's barely beat."

"This smells like a trap, McGinnis," the old man warned.

Terry glided to land on the roof and began to chase the villain on foot before replying, "I already figured it had to be."

"How's that?"

"Why else fire up an abandoned worthless building and then stand next to it like you're trying to announce 'Hey, I did this! Come fight me?' Only problem is I _have_ to go after him."

"Why?"

"Because I'm Batman." Terry answered, running a bit faster after Shriek. However, the young crime fighter was about to get his second surprise of the night.

"Alright, Wayne. I've almost got him. He skipped the stairs and there's no more roof for him to run on ---Whoa!"

"McGinnis! What happened?!"

"He just went over the side! But that's got to be a good 20 story drop to the street." Terry gasped, racing to the side of the building and looking over. He could see the side of the building, the street below…and nothing else. There was no sign of Shriek, not his body or any sign of how he might have escaped or survived the fall.

"This is impossible. There's nothing there!"

"Calm down, Terry. You definitely saw him go over?"

"Yes. But now there's no sign of him. Something about this feels wrong, Wayne. Very, very wrong." Terry said, and Bruce could hear the deep worried tone in the boy's voice. Then he heard the sirens.

"It sounds like the fire department's coming. Better get back to the car and get out of there."

"Got it." With that, Terry ran across the roof, nimbly leaping over the part Shriek had damaged and taking off again with the rockets towards the parked hovering Batmobile. He never even noticed the small trace of Inque sticking to the side of his boot.

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"Hey, Wayne? It's really late and my mom's going to kill me as it is…"

"I assume you want me to bring the car in tonight?"

"Well…"

The old man sighed. "Are you fairly close to your apartment now?"

"Just a few blocks."

"Alright. I'll bring the car in. Just make sure you find some place to change without being noticed." Bruce instructed.

"Thanks," Terry said with obvious relief as he grabbed his bag, got out of the car, and glided into a small darkened alley. He waited as the vehicle gained altitude and finally began to fly across the night sky.

"I got it from here. Wayne out," Terry heard over the COM link before it finally went completely silent.

Taking the bag from his shoulder, Terry quickly hid behind a dumpster and swiftly changed out of the Batman suit and into his usual civilian clothes. Once he was completely changed and the suit was stuffed safely inside his bag, he stepped out from behind the dumpster, whistling as he began his trek home. He had only gotten a few steps however, when suddenly the dark shadows covering the alley quickly raced up his leg and engulfed him in a thick murky darkness. He didn't even have time to cry out.

Inque, on the other hand, laughed.


	5. Chapter 5

Chapter 5

There was only darkness, the stifling of air, and the feel of something heavy surrounding him. Terry knew he had to get out of it. He struggled against the thick black liquid, but what had been difficult, almost futile, in his strength-amplified bat suit was completely impossible without it. All Terry got for his struggle was exhaustion, while he began finding it harder and harder to breathe. He tried yelling and screaming but the lack of air soon convinced him that no sounds would escape. Still, he kept fighting, trying to escape, until he heard a voice whisper in his ear, "Enough of that, boy. And be quiet." Then Terry felt the something completely cover his mouth and nose, blocking off all his airways, smothering him. Soon his tired limbs began to tingle with the lack of oxygen, and his lung burned and tried to desperately tried to pump air that wasn't there. A feeling of panic overtook the boy's mind and he began struggling even more desperately, but it was too late. Slowly, the numbness began to creep into his head. In the last few seconds, all he could feel was fear. Then he finally, mercifully, went unconscious.

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Inque held the struggling teenager in her grip until he finally stopped moving. Then she quickly removed the bag from his shoulder and threw it into the nearby dumpster and searched his pockets, searching for a cell phone or another device that could be used to track him. She found none and decided the phone must have been in the bag with the bat suit, the only other item she was sure the old man could trace. No matter. So long as there was nothing on the boy's person.

Her search over, Inque quickly formed into a human shape around the boy, and gave him a small hole for air. Of course, she had no intention of killing him (yet), but if he had continued struggling, the walk back to the hideout would have been difficult. The kid was without the bat suit, but he was still fairly strong. Not enough to escape, but enough to be noticed by passerbys. As it was, she wouldn't be able to hide without leaving him behind and that would have ruined her entire plan. The best way to go about it, she had decided, would be to cover herself with that old overcoat and hat and walk with the boy's unconscious form within her. In the darkness she was sure no one would be able to get a good look at her, and even more sure that in Gotham City, no one would want to.

Once she had the overcoat and hat on, Inque stepped out from the alley and began the slow walk back to the hideout.

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It took Bruce the better part of fifteen minutes to get the Batmobile back to the cave. He heard Ace whimper beside him and once the car was parked, reached down and gave the dog a scratch behind the ear.

"I know, boy. Almost time for dinner," Bruce said, standing up. He turned and had only gone a few steps, when he stopped.

To call the old man paranoid, in most cases, would have been correct. To call him over prepared, in most other cases, also would have been correct. The same with overzealous and meddlesome.

Bruce Wayne, however, was not most cases.

His habits, while in most people could have been looked at as traces of insanity or delusion, had developed from his harsh and dangerous lifestyle, where people really _were_ out to get you.

It was for this reason that he went back to the computer to make sure Terry had gotten safely home.

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Once the air reached his lungs, it didn't take long for Terry to wake back up. The first thing he noticed was that he was alive. Second, for some reason, he was "walking." Third, that the thick black goop was still surrounding him, blocking out his sight.

He was certain that he'd been caught by Inque. That had definitely been her voice whispering in his ear and he was sure of all his enemies that she was the only one who could manage to trap him like this.

What he didn't understand was why he was still alive. Inque had him, she'd begun suffocating him, but now she was letting him breathe, live. Why? It didn't make any sense. One thing Terry was sure of was that the polymorph was too skilled to have accidentally given him air. Besides, she was walking him somewhere. Chances were whatever Inque wanted him for, wherever she was taking him, she wanted him there alive.

Whatever. Terry had no plans to simply sit back and let her take him. Bruce probably would have quietly observed, waiting for his chance to strike. Not Terry McGinnis. If he was going down, he was going down struggling and fighting the whole way. But first, he wanted information.

"Where are you taking me, Inque?" he snarled.

"It's a surprise," she whispered in his ear, a hint of laughter in her voice. "You'll have to wait till we get there."

"What if I don't feel like waiting?"

"Well, that would pose a problem. You've already seen how I deal with problems, boy. I promise you--"

She was cut off by Terry's arm suddenly trying to punch his way out. The attempt was futile, of course, but it still had caught Inque off guard. She hadn't thought this kid would have kept fighting without the suit, especially once he had seen how hopeless doing so was in the alley. It meant the kid had spirit. That would be good, later. It meant the kid wouldn't break quickly.

Right now, however, it was a pain. As she got back control of his arm, she hissed in his ear, "Very well. Have it your way, boy." With that she once again blocked off his air and ducked into an alley to prepare for his coming struggle.

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Bruce didn't consider what he was doing spying, _per se_. More like just checking. Although he was sure Terry would have seen it differently. Especially if Bruce caught him sneaking off to Dana's and called his mother.

A smirk appeared on the old man's features, but promptly disappeared at what he saw on the screen. It had been about twenty minutes since he'd last talked to Terry and according to the computer, the boy was still in the alley. Or at least the tracker he'd attached to the bat suit after that incident with Inque was.

Bruce quickly reestablished the COM link with the suit. There were no suspicious sounds. It was possible the tracker had somehow just fallen off. Possible, but extremely unlikely. In any case, there was no harm in giving Terry a call to make sure everything was alright.

No sooner had Bruce dialed the number when he heard the sound over the COM link. Terry's cell phone ring tone. Where ever the suit was, the cell phone was next to it. And Terry wasn't answering.

Bruce frowned, as alarms began to go off in his mind. It was entirely possible that the tracker had fallen off the suit in the alley and that Terry was safe at home with the bat suit and his cell phone together in his backpack and that he was just didn't hear the phone or was too tired to answer. But those were too many chances in Bruce's book.

He didn't want to call Terry's mother yet. He could always use the excuse that he was just calling to make sure Terry got home safely, but if he wasn't, Bruce didn't want Mary McGinnis worrying. Besides, it wouldn't kill him to check the alley himself. From the sounds over the COM link, if anything had happened there, the action was over now. Nonetheless…

Bruce turned and looked at the exosuit in a corner of the cave. Then he glanced in another corner at Mr. Freeze's repaired gun. What he was going to do might have seemed paranoid to others. But in Bruce's mind, it was simply a matter of being prepared. Besides, it was his experience, that in this business, being paranoid kept you alive.

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The trip to the abandoned building Inque used as a safe house ended up being more arduous than she had planned. She had thought the boy would learn his lesson after his first few tries to escape, but that was not the case. Every time the boy regained consciousness, he just struggled again, and once again Inque would have to suffocate him until he stopped. Either he was very brave or a fool. Inque was sure it was a little of both.

The relief she felt when she finally saw the safe house was intense. Feeling the boy stir, she whispered in his ear, "Almost there, kid," and proceeded to walk into the building.

Inque could hear her companions moving restlessly through the ceiling above her. She made her way up a flight of stairs in the corner quickly, even as the boy began to struggle again.

Terry could tell when they'd entered the building using the only sense left to him--smell. The building they had entered had a metallic, musty scent to it. Most likely an old warehouse or something similar. The typical criminal hideout.

Then he continued to fight with everything he had. The words Inque had said to him earlier sent a chill through his spine. She had seen him change out of his Batman costume. Without a doubt, she knew who he was. Whatever she had planned for him, it wasn't going to be pleasant.

From the motions he felt, Terry knew they were going up a flight of stairs. Then he heard the creak of a door and a few voices which had moments ago been speaking came to an abrupt silence.

"Gentlemen," Inque declared to them, "I present to you…Batman!"

With that, Terry felt himself pushed from within Inque, his arms still held behind his back, his body forced into a kneeling position.

"Well, well, who do we have here?" one of the men in the room asked. A chill of fear filled Terry's stomach as he recognized the voice and looked up. His eyes widened in horror at the sight before him.

He was staring face-to-face at Blight.


	6. Chapter 6

Chapter 6

There was a short silence in the room before three voices started speaking at once.

"The McGinnis boy?!"

"Terrence McGinnis?!"

"The pizza delivery boy?!"

The first two speakers, Blight and Spellbinder, respectively, turned to stare at Shriek.

"What?" the sound mechanic protested. "That's how _I_ know him."

Terry watched the exchange in silence, trying to keep his fear in the back of his mind as he analyzed the situation. His four worst opponents were in the same room with him. They knew who he was. And even worse, he was without his bat suit. He almost felt naked before them, he was so helpless.

In other words, the situation was not good.

His mind worked frantically, trying to come up with a way out of this that would leave him in one piece. Or at least alive. He glanced around the room, taking in his surroundings as he tried to come up with ideas. The room looked like some kind of lab. There were a few cabinets in one corner near an old examining table. Just on the other side was a solid metal chair. There didn't look like anything he could use as a weapon to escape, even if he could get out of Inque's hold.

"What's the matter, boy?" Inque teased. "Not up to challenges anymore? Realize you're nothing without that suit?"

That's when the idea hit Terry.

"W-who are you people? Why did you bring me here?" he stammered, utilizing the fear he'd been pushing away. Inque had left the suit behind. Perhaps without the proof the others wouldn't believe he was Batman. The polymorph tilted her "head" slightly.

"Clever, too."

"Wait, Inque." Spellbinder said, stepping forward. "How do we know for sure that he's Batman? You left the suit behind. So what proof do we have that Mr. McGinnis here is Batman and not a random punk you picked off the street?"

"And why would I do that? Of all four of us, I'm the only one who's never met this kid. But you all have? Even Shriek. A coincidence? I sincerely doubt it, Spellbinder." Inque stated, a calm, but hostile tone in her voice.

"But a punk like Terry McGinnis?" Spellbinder continued.

"Actually, Spellbinder, the boy's quite capable." Blight stated, stepping up to Terry. "I had a brush with him once, not long after his father died. He managed to escape me and the man I had kill his old man--"

A ferocious look flashed in Terry's eyes as Blight paused.

"Of course. It all makes sense now," the radiated monster snarled. "Right after I killed Warren McGinnis, _Batman_ suddenly reappears in Gotham City. 'You killed my father.' So that's who you meant."

It was obvious playing dumb wasn't going to work anymore.

"So what's it like being a mutant nightlight?" Terry said, in a voice full of malice, "You sick son of a--"

"AARGH!!" Blight roared, his body glowing violently as heat radiated from him in his anger. A pulsing ball of energy began to form between his hands.

"Powers, no!" Inque yelled, coming between him and Terry.

"Get out of my way! I'm killing him!"

"Hey, why do you get to kill him? Why not me? He left me deaf!" Shriek protested.

"All of you!" Inque shouted, growing larger and filling the room. "SHUT UP AND LISTEN!"

"You don't give orders to me, Inque." Blight snapped, but the ball of energy was dwindling between his hands.

"Now, Powers," Inque said seductively, sidling up to him , yet not quite touching him. "Note that Batman has never once killed any of us, obviously, just left us to rot either in prison, in ice, or…" She paused for just a moment. "…a sunken submarine."

"So what's your point?"

"So shouldn't we return the favor? Think about it. Would it be better to just kill him outright?" she asked. "Or to let him rot in his own personal hell?"

A demented grin formed on Blight's skull-like face as he considered what Inque was offering. "Hmm, on second thought, your idea certainly has its merits."

Inque morphed her upper half into her human form, a sensual smile playing on her features, as she purred, "I thought you might see it that way, Powers."

Spellbinder stepped around Blight, looking down at the teenage boy still securely in Inque's grasp.

"So, Terrence McGinnis as Batman. Who would've thought?" He muttered, stroking his chin. "Although he was my last victim when I first started out. And I always wondered why it was Batman who came out of Bruce Wayne's mansion instead."

"It also explains that unusually curious pizza boy who came to my lab." Shriek offered.

"Well, boys." Inque sighed. "Now that we've cleared whether or not this boy is Batman, perhaps we can consider the other problem at hand."

The other three turned to stare at her.

"He's not the original article," she continued, pointing at Terry. "When I went to his lair, there was an old man with him too. That old man has to be the original Batman. If we truly want to wipe Batman out of existence, we have to kill the old man as well."

"How are we supposed to figure out who he is?" Shriek asked, then looked at Terry. "I doubt the kid's gonna tell us willingly."

"Don't worry, Shriek." Blight replied, an eerie calm to his voice. "I think I know exactly who the old man is."

Terry's eyes widened, and he tried to twist out of Inque's grasp. "You leave him alone, you freak!"

Blight laughed, a cruel and menacing sound that echoed throughout the metallic walls of the old lab. "So that's why all my attempts to off the old man never worked!"

"Wait, you mean the old Batman was Bruce Wayne?" Shriek said, incredulous.

"Well, that makes even more sense." Spellbinder added.

Suddenly, Terry felt himself raised, as Inque, keeping a tight grip on his wrists and ankles, lifted him and placed him unceremoniously into the solid metal chair. The black goop quickly formed into straps, securing his wrists, ankles and waist onto the chair.

"Might as well let the boy have a seat while he waits for us to kill his mentor." Inque explained. "Now then, who's going to do it?"

"You know, while I was sitting in that sub, biding my time to when I was strong enough to escape back to the surface, I used to go over in my mind of who I was going to kill once I succeeded. My ingrate son Paxton, that annoying old coot Bruce Wayne. And at the top of that list, the man who caused my unfortunate _accident_," Blight snarled, pausing to stare pointedly at Terry, "Batman."

"But you know," he continued, bending over the boy and placing a hand dangerously close to the boy's face, forcing him to turn and stare directly into the monster's eyes. "I think I'll enjoy putting that old man at the top of that list instead. And if I remember correctly, Warren McGinnis left behind another son and his estranged wife as well. Perhaps it wouldn't hurt to visit them and offer my…condolences on their loss."

"You sick freak!" Terry screamed, trying to pull himself from the chair. "If you lay a hand on any of them I swear--"

"Shriek, if you please." Blight said, straightening back up. Terry's outburst was suddenly silenced, even as his mouth kept moving. The boy's hands formed into fists as he stared down in frustration.

Blight bent down slightly, close enough to whisper into Terry's ear, "I'm going to make you very sorry you did this to me, McGinnis."

As the radiated man walked away, tears threaten to stream down Terry's face. This was worse than the helplessness and fear he'd felt for his own safety earlier. He had been certain the four would simply kill him and that would be the end of it. But now the people he cared about were going to pay instead. Bruce. His mom. His Brother. Possibly some of the kids at Hamilton High if they were feeling vicious enough. And the frustration of knowing there was absolutely nothing he could do about it. Nothing.

"You know," Inque supplied, "That old man tends to prepare for things. I bet he's stuck a tracker on the suit. You'll probably find him looking for it in the alley where I left it. While you go take care of the old man, we can keep the boy 'company.'"

"Good, that's where we'll look." Blight said, nodding. He turned to Shriek. "You're coming with me."

"What?! Why me?" he protested.

"That job I sent you on to get rid of Wayne? I think it's about time you finished it, don't you?" Blight answered. "Besides, your abilities can't serve to torture the kid, only kill him. And I don't want you finishing him off."

With that, he turned, starting for the stairs. "That's going to be _my_ job."


	7. Chapter 7

Chapter 7

With the exosuit loaded in its compact form on his back and Ace sitting on the seat next to him, Bruce made his way through the cold, dark streets of Gotham. He supposed he could have used the hover car and gotten there faster, but the old four wheeled vehicle was much less likely to attract notice. Ace whimpered.

"Don't worry, boy. Dinner won't be much longer." Bruce assured him, coming upon the alley. He slowed to a gentle stop, looking carefully in the alley for any signs of trouble. Seeing none, he got out of the car and tried calling Terry's cell phone again. A muffled melody played from within the dumpster. Bruce frowned, walked over and peered in. At the top of the pile sat Terry's backpack, a little of Inque's goop still on the strap. Bruce's scowl deepened as he pulled the backpack out of the dumpster and his worst fears were confirmed: the bat suit was still inside, which meant…

"Terry…" The old man closed his eyes for a moment at the implications of the Inque catching her worst nemesis without the protective suit, then sighed as he adjusted the position of the exosuit on his back. If Inque had caught Terry, it meant that most likely Bruce would have to use it. The exosuit gave the best defense for the old man's frail body, but it also put extra strain on his heart. A lot of strain. And this time Terry wouldn't already have the new bat suit on. Which meant Bruce would have to spend even longer trying to fight in the exosuit this time.

But then again Bruce couldn't just abandon the boy, no matter what the risks to his own health were. After all he was…

The thought was interrupted as the alley was suddenly filled with a bright green light.

-------------------------------------------------------

_Bring. Bring._ Terry's hand slammed down on the alarm clock. He cracked open an eye to check the time, deemed it too early, and rolled over to return to his slumber. The smell of eggs and bacon drifted into his room as did his mothers yells for him to wake up…

Terry sat straight up, adrenaline coursing through his body, turning his head frantically as he looked around. The familiar walls, bed, furniture… this was his bedroom alright. But how had he gotten here? And when? The last thing he remembered, Inque had captured him and Blight was about to…

_Blight!_He was going after Mr. Wayne. And then Terry's family.

Quickly, the teenager stumbled out of bed and rushed out of his room to the kitchen, where his mother was still cooking breakfast and calling for him.

"Mom!"

"Well, you're finally up. It's about time," Mary McGinnis replied, glancing up at her son. "What's the matter with you, Terry? You look like you've seen a ghost."

"What's going on? Is everyone alright?" The frazzled boy spilled the questions frantically.

"Whoa, whoa, Terry. Settle down. What are you talking about?"

"Mom, we've got to go. Blight could come through that door any second. And Mr. Wayne. He must've gotten him by no--"

"Oh, that reminds me," his mother quipped, "Mr. Wayne called this morning. He said to tell you that you wouldn't have to work till later tonight and to enjoy the afternoon off. Maybe you could use that time to catch up on your homework."

"Wait, you said Mr. Wayne called? Did he say anything else?"

"No, nothing else. Terry, are you feeling alright? You seem pale," his mother asked, concern softening her features.

"No, I'm fine, Mom. But Blight, he--"

"That Blight you mentioned again. Wasn't that what the news called Derek Powers after he changed into that green thing?"

"Yes! That's right, Mom. That's why we've got to go right now! We can go to Mr. Wayne's place. He'll know what to do. You grab Matt and…" Terry paused in mid-sentence, realizing that his mother was simply staring at him in disbelief.

"Terry, don't you think you're a little old to be scared of nightmares?" she asked, a slight smirk appearing on her face.

"Mom, I…" It was no use, she wasn't going to believe him. Although, if Bruce had called and told him to take it easy until that night, it was entirely possible the danger had passed. Or at least been averted. Either way, tonight, Terry was going to have his answers. How had Bruce gotten him out of that lab last night? For that matter, where was Blight and Shriek? It was hours ago that they had left to attack Bruce in the alley. Had that possibly been Shriek over the phone, imitating Bruce? No, someone had gotten Terry out of there. He was sure Inque wasn't the type to walk him home. And Blight would have come straight after Terry's family after finishing off Bruce, or at least have killed Terry.

Too many questions, Terry decided, slouching into a chair as he waited for breakfast to finish cooking. That's when a thought hit him.

"Hey, Mom. Where's Matt?"

"Oh, your little brother went to a friend's house to play," she replied, setting a plate down in front of him and giving him a kiss on the cheek. "Now eat your breakfast and get ready for school."

Terry raised an eyebrow, but did as he was told.

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School went by in a flash. Terry was so focused on what had happened the night before that he barely paid any attention in his morning classes. But as the day wore on, he found himself relaxing and worrying about it less and less, with the occasional distraction by Dana helping. By the time Terry almost had school entirely on his mind, it was over. It had been an usually good day, especially considering Terry's usual track record at school after a night spent patrolling the city. He even managed to spend some time with Dana afterwards and get his homework done.

Yes, it had been a very uneventful day. However, now it was time to find out what the hell had happened the night before. Terry's face darkened as he sat on the subway train, heading to Wayne Manor. Had he dreamt the entire evening? It was a possibility. Bruce had told him of occasions where such had happened, where a villain like the Mad Hatter or Scarecrow was involved. If that was the case, then the question was when had reality ended and the dream begun?

By the time Terry reached Wayne Manor he had thought up half a dozen possible scenarios, all of them with one or two tiny details that made them seem not quite right. His thirst for answers grew as he entered the mansion and headed for the old grandfather clock. Soon, he believed as he walked down the stairs, that thirst would be quenched.

"Wayne?" Terry called when he was almost halfway down. A faint glow illuminated the bottom of the stairs. The old man was definitely down there, probably concentrating hard on something on the computer. As Terry got to the bottom, he saw his guess confirmed: the computer monitor was on, sending a faint glow throughout the cave, shadowed only by the chair before it.

And that was when Terry stopped.

Something was wrong. Very wrong.

The monitor was on, but it was completely blank. Just a pale white glow.

"Hey, Bruce?" Terry tried again, a bit of worry in his tone. Again, no answer.

Terry didn't waste another second and raced from the stairs to the chair, his heart beating faster with worry as he spun the chair around to face its occupant.

"Bruce? Hey, what's wro--"

Terry's heart nearly leapt to his throat. Bruce Wayne sat in the chair, his eyes closed, his form still and cold.

He was dead.

---------------------------------------------------------------------------

"And that's how I found him, officer. He was just sitting there in his easy chair, not moving." Terry explained to the Gotham City police officer standing over him while he sat on the edge of the sofa.

After getting over his initial shock, Terry realized he had to call for help, at least the police. But there was no way he could have let them see the Batcave, so he had carried Bruce's still form upstairs and sat him in the chair by the fire. It had been disturbing in its own way, but it had been necessary. One thing Terry was sure of was that Bruce wouldn't have wanted the GDPD finding out his secret and searching around the cave.

He was also certain Bruce would have wanted him to continue to carry on the mantle of Batman, but Terry himself wasn't so sure. Without Bruce, it just wouldn't be the same. He wouldn't be able to make the same wisecracks, ask for advice when he was in a pinch, receive the same lectures when he made a terrible mistake and didn't instantly realize it. He knew how valuable the old man's experience was, but he'd never realized how much he still needed Bruce there. Terry suddenly felt very alone. And it was more than just being Batman; Bruce had been a father figure when Terry had lost his. And now that same pain was back, that same dark emptiness where there should have been a stern yet warm and caring figure, ready to support and guide him.

But right now, he had to answer the officer's questions. It took everything the boy had to hold back the tears threatening to develop.

"Now, just to make sure I have this straight, Mr. McGinnis, you came here for work tonight and found Mr. Wayne dead in that chair over there?" the officer asked, pointing to the now-empty chair; the coroner's office had already removed the body.

"Yes."

"About what time?"

"About 8:30." Terry replied. The officer jotted down a few more notes, thanked Terry and walked away. Meanwhile, other officers where investigating the premises, checking for any signs that Bruce's death was caused by something other than the most likely suspect, a heart attack.

"Terrence McGinnis?" Terry glanced up to see Commissioner Barbara Gordon standing over him. Relief flowed through his face.

"Yes."

"I'm here to ask a few follow up questions." she explained in her usual dead-set voice. Terry's eyes widened a little in surprise, but he nodded. He'd actually hoped Barbara would see the one issue with Bruce's body and come to talk to him. She was one of the few people with whom he could talk about the real events of the evening.

"You said you found Mr. Wayne's body by the fire this evening?" she asked, a hint of suspicion in her voice. Terry nodded.

"Strange that his body was so cold even though we're certain he's been dead for hours." she said accusingly, raising an eyebrow. Though this was the opening Terry had been waiting for, he didn't want the other police officers to overhear it. Also, although he was sure Barbara was probably just acting, her tone sounded very…rough. The way she dealt with usual suspects. Was she really that bitter towards Bruce?

"Yeah. But that's where I found him." Terry replied, his voice soft. "How long has he…?"

"We think he's been dead since early this morning. From the looks of things so far, he somehow overstrained his heart and died. Was he in the habit of exercising extraneously in the morning, Mr. McGinnis?" Barbara asked, her tone still hard and accusatory. A bolt of pain flashed through Terry as he shook his head. So, that was it. Bruce must have used that exosuit to save him again. Except this time he'd had to use it for much longer. And this time, the old man had paid with his life. All because of Terry.

A wave of guilt flowed through him, even stronger than when his father had died. That time, he hadn't been directly responsible for the actions that caused his father's death. This time though, if he hadn't been caught, if Bruce hadn't needed to save him…

"I see." Barbara said. "Well, I guess all that's left is to inform his next-of-kin."

Terry looked at her, his eyes widening. Several tiny bits of information began to piece themselves together in his head when he heard one of the officers yell, "Commissioner! You've got to see this!"

Terry glanced up to see the officer standing next to the grandfather clock, its hidden passage open for all to see, and then glanced back at Barbara. As he suspected, her eyes showed no trace of surprise or emotion.

"Well, let's see what's there, Officer Watson," she answered, giving Terry another accusing and cold look as she walked towards the clock. She glanced down the stairs before declaring, "Well, what do we have here?"

"Let me guess," Terry interrupted, getting up from the couch. "This is the part where you act shocked and surprised to find out that Bruce Wayne had a passage leading down into Batman's secret Batcave and piece together that I must be the current Batman."

The officers in the room all looked at Terry in surprise, while Barbara's showed a mix of surprise traced with rage. He stalked up to the clearly flabbergasted woman.

Then he grabbed her by the lapels of her coat and slammed her against the wall.

"Isn't that right?" Terry snarled. "Spellbinder?"


	8. Chapter 8

Chapter 8

Even with his frail and tired body, Bruce managed to turn around and avoid the blast, but only just barely. The green orb exploded behind him with a sickening wave of heat. Although the attack had been unexpected, Bruce wasn't the least surprised by either of the two opponents standing before him--Blight and Shriek. The only real surprise was that the two of them were together. Somehow he always figured their prideful and vengeful personalities would clash too much for them to work together. This must have been Inque's brainstorm then. She was the only one of Terry's rogue gallery clever enough to put this plan together and to manipulate the men involved to follow it out.

"Well, well, Bruce. Long time no see," Blight laughed, flame emerging from the mouth and eyes of his skull-like face. "Who would have thought that a reclusive relic like yourself was secretly Batman in his prime? And I suppose you're looking for your protégé, the McGinnis boy?"

Bruce ignored his taunts as he turned on the exosuit and let it cover him, his mind calculating as he did. There were two of them and only one of him. Fortunately, he had brought along some help to even the odds. And both had their backs turned to his "partner."

"Ace!" Bruce shouted as he himself lunged towards Blight. The dog leapt from the passenger window and raced towards Shriek.

"What the…? That dog again?!" Shriek shouted trying to turn his one good remaining sound modifier towards the beast. Unfortunately for him, the dog was faster and managed to knock him to the pavement. Ace probably wouldn't be able to take the villain out with his suit to protect him like armor, Bruce knew, but the dog would be able to distract the second villain until Bruce could deal with him.

"The boy's hardly been gone half a night and you've already got a dog to replace him?" Blight taunted, beginning to form another ball of energy in one hand while the other blocked Bruce's punch. "You really are desperate to keep your legacy alive, aren't you, old man?"

Fortunately, unlike the regular bat suit Terry wore, the exosuit was actually meant to take extreme temperatures and radiation, so being near Blight didn't actually hurt Bruce. However, he wasn't sure how it would react to one of Blight's energy blasts. And he certainly wasn't sure how long his body would hold out. He had to make the fight short.

There were two moves Bruce had before him with the use of his free hand. He could punch Blight, effectively distracting him, possibly stopping the energy ball, and allowing Bruce time to use his trump card. Or he could use the trump card right then, taking more risk, but ending the fight much more efficiently if successful.

Bruce went with efficiency.

His free hand reached for Mr. Freeze's rebuilt gun at his waist, but Blight saw the movement and quickly thrust the ball of energy into Bruce's chest.

"Not so fast, old timer!" he laughed as Bruce, even in the heavy exosuit, flew through the air and back further into the alley. Luckily, the flight gave Bruce just the time he needed. He pointed the gun at Blight and fired.

"AAARRGH!" the villain shrieked as the air around him froze, effectively trapping him in place. Like Mr. Freeze's old gun, it wouldn't hold him long, but certainly longer than it had when Freeze himself had used it on Blight, thanks to the improvements and modifications Bruce had implemented on the device. At least long enough for Bruce to do what he planned next.

Tucking the gun back into its place, Bruce calmly walked to where Ace had Shriek on the ground, gnawing on the sound mechanic's headpiece while the villain's arm flailed around frantically, trying to find an angle where he could hit the dog and not himself at the same time. Bruce grabbed a weapon he had commonly used on fleeing criminals, a long cord with two weights on either end. He casually swung it over his head in a practiced motion a few times and threw it at Shriek's good arm, smiling as the weapon not only effectively trapped the limb, but managed to break his one remaining sound modifier when one of the weights struck it.

"Ace, heel." the old man commanded. The dog obediently jumped off of Shriek's chest and proceeded to calmly sit next to his master, although his ears still remained flat against his head in an aggressive posture as he faced his foe.

"Good boy," Bruce said, giving the dog a quick pat on the head. Then he reached down with his other hand and took off the headpiece to Shriek's outfit. The desperate man underneath looked up at Bruce with eyes half crazed as the continuous sound of absolutely nothing passed through his ears.

"I swear to God you'll never figure out where he is! And when you finally _do_ see him again you won't recognize his mangled--" Bruce interrupted the rest of the man's hysterical shrieking with a sharp punch, knocking him unconscious. He pushed a button on the suit and it quickly withdrew back into its compact form. Then he walked out from the alley and looked down at the sidewalk.

A path of dark footprints were scorched into the pavement itself. Bruce glanced up the street as the footprints continued up their path, most likely leading to the place where Terry was being kept.

Bruce heard the first cracking of the ice holding Blight. It wouldn't be long before he escaped, Bruce knew, and before Shriek regained consciousness. He had to hurry.

"Ace!" he called, rushing back and grabbing Terry's bag, and then racing back to the driver's side of the car. He'd hardly gotten the key into the ignition before the dog had leapt through the window and onto the seat next to him. Then he started the car and drove down the street, keeping the footprints in his sight. As he did, the old man couldn't help but smile at the fortunate evidence left behind. And he didn't even need a special gadget to see them.

----------------------------------------------------------

"How did you figure it out?" Spellbinder asked, and Terry could hear a slight snarl in his voice.

Terry moaned as he opened his eyes and lifted his head, blinking a couple of times as he looked around. He was back in the lab, or rather, he quickly remembered, he had never left it. He attempted to stand, but realized he was still being restrained by Inque, whose presence he could sense just behind him.

"Well, boy? When did you figure out it wasn't real?" Spellbinder asked again.

"Almost from the beginning," the cocky teenager replied, "There were things slightly wrong almost from the moment I woke up, I just didn't understand it until the end."

"What do you mean? I used your own memories to form your world."

"Yeah, but _you_ still had to make everyone act a certain way. The day had to be perfect until just the right moment or it wouldn't have had just the right impact on me. So you had to control everyone in the dream. You just used my memories of what they looked like, but not how they were supposed to act. And that's how you messed up," Terry replied. "For example, there was my mom. She hasn't made breakfast for me since before my parents split. And Matt usually wakes me up for school. I wasn't expecting to be home and wasn't expecting him, so you forgot to bring him into the picture. You tried to cover it up by having him at a friend's house. But why would Mom ever let Matt go to a friend's house on a school day?"

"Alright, fine. But you didn't figure it out then."

"Nope. But as the day went on, you left more clues. School was easy and went by quickly. School never does that for me. It's always long and tedious. Then there was Mr. Wayne's death itself. I have to admit, I really thought he was dead and that he'd died saving me. Except if he had immediately had a heart attack from the strain of saving me, how did he call my mom to let her know I could take my time getting to work? And finally, there was Barbara Gordon," Terry said. "You knew that she and Batman weren't on the best of terms and that if she found out I was Batman, I'd be in even more trouble with the law beyond just the "suspicion" of murdering Bruce Wayne. Except you had her speak without any trace of emotion in routine police procedure, including that talk about contacting the next of kin. You didn't realize that Barbara Gordon and Bruce Wayne are old friends. Not only would Barbara Gordon have been more upset about his death, she would've already known that Bruce Wayne didn't have a next of kin."

_Then, of course, there was her whole "surprise" about finding the Batcave and the fact that she already knows I'm Batman_, Terry thought, but he decided that enough secret identities had been revealed for the day.

"Really? Well you little punk perhaps--" Spellbinder began before he was interrupted by Inque's laughter.

"Looks like he got the better of you, Spellbinder, even in your own element," she laughed, as her coils began to wrap around Terry. "Now let me play with him."

"Not yet, Inque. I've still got one more game set for him." Spellbinder replied, as the orb in his hand began to glow. "And this time there won't be any mistakes."

Terry's eyes narrowed. "What are you planning?"

"Inque, hold his head still. Make sure he can't look away." Spellbinder instructed, bending down to put the orb before Terry's eyes. "Since I used to be your trusted guidance councilor, Mr. McGinnis, why don't we have a little chat? Why don't you tell me about your one big failure as a crime fighter? Let's talk about a day that I'm sure is still fresh in your memory."

The boy's eyes widened as his jaw lowered and his hands turned into fists. "No, you're not…Don't you dare!"

"That's right, McGinnis. You're going to relive that day. In fact, I'm going to use your imagination to fill in some of the details you never got to see." Spellbinder said, darkly. "Let's go visit the day Daddy died."


	9. Chapter 9

Chapter 9

The tracks led into an old building that stood about five stories high. From the look of it alone, Bruce could tell it had been abandoned for years, the same with several of the other buildings in the neighborhood. A perfect hideout if someone didn't want the neighbors complaining to the police about suspicious activity.

Bruce parked the car in an alley a few blocks away and got out, taking in his surroundings, and immediately found what he'd been looking for-- an old fire escape. Good. He'd be able to get to the roof of this building, then travel a few blocks over to where he suspected Terry was being kept. Certainly, he couldn't have gone in through the front door. He wasn't sure exactly how many of Terry's enemies Inque had managed to drag into this plan, though he was certain there was at least one more to deal with besides the polymorph herself. It was amazing how simply being Batman managed to earn one so many.

As Bruce made the slow climb up the rusty fire escape, grunting as he did so, he tried to keep the little doubts from plaguing his mind. It was entirely possible that Terry was already dead. There was nothing to stop Inque from doing so while Blight and Shriek were away. Somehow though, Bruce had Inque pegged as intelligent enough _not_ to make an enemy as powerful as Blight, and knowing Derek Powers' ego, no one would be forgiven if they were to finish Batman off before he had his chance. Besides, Inque was like a cat; she liked to play with her food first. Blight and Shriek on the other hand… well, that certainly explained why they'd been chosen to try and kill the original article. It was also possible Blight or Shriek had killed Terry before going after Bruce, but then Inque would've come with them. If she was staying behind, it was for a reason.

The climb to the roof took more time than Bruce would have liked, but the trickiest part was yet to come. He walked to the edge of the roof, judged the distance to the next one, and sighed. There had once been a time when he would've been able to jump it easily, but no more. With a final mental admission of defeat and agitation, Bruce pulled the grappling gun out of his pocket.

---------------------------------------------------------------

Even though he knew it was all an illusion, the sight of his darkened room in his father's old house still made Terry's breath so ragged he could hear it. The sounds of an argument between himself and his father--_his father_-- made their way to his ears. He began to hurry to the door in a rush of excitement, but just as quickly stopped himself. That wasn't his father. Just his memory. No matter how much he wished it otherwise. He had to remind himself of that.

"Oh, go on, Terry. What's the harm?" Spellbinder encouraged, suddenly appearing behind him. Terry turned, startled.

"I don't know how you're doing all this, but you're not going to beat me," Terry snarled, preparing to grab Spellbinder and punch him. But to his surprise, his hand went right through him. Spellbinder waved a finger in admonishment.

"Tsk, tsk. No escaping this time, McGinnis. Speaking of which, I think I just heard 'you' leave." Spellbinder said. Terry paused, listening. Slaggit, the illusionist was right. The argument had stopped. Which meant…

Terry growled with frustration and raced outside. Forget that this was all a dream. Forget that this was just a memory. God take it all if he was just going to stand around and let his dad get murdered again.

And suddenly, there he was. His dad, standing right there in the living room, his face lowered in a look of sadness and disappointment, but his dad nonetheless. Terry struggled to push down the lump in his throat.

"D-dad. Dad!" he called, but Warren McGinnis did not seem to hear him.

"Hey, Dad, I'm right here--" Terry tried again, putting a hand on his father's shoulder, but, as with Spellbinder, it went right through his father's form.

"No…" The sound came out as almost a whisper as Terry looked at his hand in shock. His dad was about to be killed again and there was nothing, absolutely nothing he could do to stop it.

And then the doorbell rang.

Warren McGinnis looked up at the sound, his expression puzzled.

"No! Don't answer it!" Terry shouted, stepping between his father and the door. Yet it did no good as his father simply passed through him and proceeded to open the door a crack. Terry saw his father's face widen in shock and fear.

"Oh, it's you. Mister…?" Warren ventured, obviously knowing the person but unable to place the name.

"Fixx. I work for Powers. There's something we need to discuss," replied the person on the other side of the door, moving to let himself in.

"Erm, one moment!" Warren called, quickly shutting the door and locking it. "The place is an awful mess. Teenagers you know." Even as he began making up the excuse in his panic, the older man's face showed grim determination as he made his way up stairs. "Just give me a moment to clean up!"

Quickly he raced into the study and Terry followed, watching as his old man began frantically to tape a disk--no, _the_ disk-- to the back of the picture of himself and Terry. That done, he stared at the picture. Even from the door, Terry could hear the note of sadness in his voice as he said, "Thank God you left, son."

Then Terry heard a terrific crash as the Mr. Fixx broke open the front door. All thoughts of it being a dream left Terry's mind as he ran into the hall and saw Mr. Fixx at the top of the stairs. Here was the man who was about to take his father from him a second time. A hot anger filled the boy and he charged forward, a roar escaping from his throat and he prepared to pummel the man--and only succeeded in going through him. Terry continued his furious assault, his anger giving way to frustration as every punch failed to even touch the man. He gave one last punch, one last roar of frustration before he finally accepted the inevitable; there was nothing he could do. This was Spellbinder's goal, to force him to watch this nightmare, and there was nothing he could do about it.

Terry crumbled down to the floor, his back to the wall, and watched the events unfold. His father had closed and locked the door to the study, but Terry knew it would do no good. And sure enough, Mr. Fixx punched open that door just as quickly as he had the other.

Tears filled his eyes as Terry listened to his father's gasp of fear, then his terrified protests as Mr. Fixx demanded to know where the disk was. He could only listen as he heard the sounds of his father being beaten, his attempts to fight back met with swift failure. The thumps of a body being thrown repeatedly into a wall. The sickening cracks and pops of bones breaking. Mr. Fixx's shouts and laughter mixed against Warren's cries. And then the most horrifying of all, a loud thump followed by silence. The fight had ended.

"Really tragic, isn't it?" Spellbinder gushed, standing over Terry. The boy ignored him, his head in his arms. Then Mr. Fixx exited the room, and Terry glanced up, giving the man a long hard stare as he proceeded to take out a bottle of spray paint and spray the infamous "HA HA" Terry would remember for the rest of his life.

"Quite depressing. It's no wonder you assumed such a messed up role as Gotham's masked vigilante." Spellbinder continued as Terry stood up and walked into the room. "Whereas most people would just move on with their lives, you just can't accept this failure. You refuse to acknowledge your helplessness and instead seek ways to prove you're not." He sidled up to the boy who was simply standing in the center of the room, staring at his father's corpse. "But you have to face it, McGinnis. You failed. This is your big failure in your role as Batman. And no matter how many criminals you put behind bars, no matter how many nights you spend patrolling you can't erase this. You failed. Batman isn't going to bring your daddy back to life."

The sound of spray paint continued. Terry muttered something.

"What was that?" Spellbinder asked.

"I said, I know that." Terry responded, turning on Spellbinder with hard determined eyes. The illusionist backed up a step, surprised. He expected the boy to be dejected. Broken. Not…not this.

"I know my old man's gone. I've already accepted that." Terry said, then paused and took a breath. "Just as I know it's not my fault."

"H-how can you say that?!" Spellbinder stammered. "If you hadn't left--"

"Then I probably would've been killed too. This," Terry said gesturing sadly, "is just how the circumstances were."

"You're messed up, McGinnis. You could've moved on with your life. But instead you put on a mask and try to get back at the 'bad guys.' You just became Batman in some vain hope to prove something!"

"You're wrong!" Terry screamed right back at him. "You don't understand why I'm Batman at all! Sure, originally it was because I wanted revenge, because I wanted to stop Powers. But the reason, the real reason I _continued_ to be Batman," Terry paused for just a moment. "was to make sure something like this never happened to someone else. To make sure crime didn't tear another family apart!"

Spellbinder stared at the determined boy, completely speechless. The boy simply stared back at him, his ice blue eyes trapping him even behind tears, as a smirk appeared on the lad's face.

"I really have to thank you, Spellbinder. For reminding me why I became Batman in the first place." Terry said, his voice hard.

"You…you…" Spellbinder stammered. Then he let out a howl of frustration and vanished.

Terry didn't look as the room he was standing in began to fade away. Instead he simply closed his eyes and waited to return to the lab.


	10. Chapter 10

Chapter 10

Terry's head was still clearing from the dream, his eyes still closed. In the darkness though he could hear voices. 

"I don't understand it! How could he beat my illusions not once, but twice? I easily tricked him before." Definitely Spellbinder.

"Obviously he's improved from your earlier encounters," A sultry voice replied. Inque. Terry heard a groan of frustration. 

"I still don't understand what went wrong. I sent him to his deepest nightmares, his worst fears. Most people become their weakest when faced with that. But not him. He just becomes stronger. It doesn't make any sense!" Spellbinder replied. "He should be shaking, screaming, crying. Anything! But instead he just sits there calmly."

Terry kept his eyes closed. Somehow, it seemed better to pretend to be asleep for as long as possible. Hopefully they'd leave him alone if he did. Or even better, accidentally spill some useful information, although with these two he doubted it. 

"Perhaps your little orb is broken?" Inque offered. 

"Maybe," Spellbinder muttered.

"In any case, it's my turn," Inque sneered, tightening Terry's bonds a little. Terry felt his heart begin to race. Slaggit. So much for leaving him alone. 

"Very well," Spellbinder reluctantly agreed, checking the orb. "I'm going to examine this in the next room. Let me know when you're finished or Blight and Shriek return." 

With that the illusionist walked out a door opposite the one that led to the stairs as Inque leaned over Terry, who kept his eyes tightly shut, still trying to pretend to be asleep. No one even noticed the figure who had been observing from the vent in the ceiling. 

-------------------------------------------------------------------

The air vent was small but years of practice didn't fail Bruce as he quietly followed Spellbinder. He hated to leave Terry behind with Inque but right then Spellbinder was his most important target. Besides, it looked like Inque didn't intend to kill the boy. Spellbinder wouldn't have left otherwise. 

As Bruce carefully kept pace with the illusionist, he couldn't help but curse the man for lying. Instead of simply going to the next room over, he had walked down the hall and to the room at the far end. The old man kept his grunts to himself as he finally reached the room and peered through the vent. His gaze was filled with the sight of a small room, most likely a place for storage, containing a small table with tools littered on it. Spellbinder sat at the table and began to operate on the orb, his back to the vent. Good. 

Bruce paused for a moment. The opportunity was ripe, unfortunately, he wasn't sure he could reap it. He could break out the exo suit again, take Spellbinder by surprise and quickly overpower him. But it seemed like overkill on such a physically weaker villain. Besides, the commotion might alert Inque, something Bruce didn't want yet. Silence was definitely the preferred method, if he could carefully unscrew the vent, but he wasn't sure he could manage it with his frail, unsteady hands. If only he had a distraction…

-----------------------------------------------------

Once Spellbinder left the room, Terry felt Inque slither close to his ear. He kept his head down, eyes closed, trying to remain as still as possible, hoping against all his doubts that Inque would think he was asleep.

"I know you're awake, boy," she whispered in his ear. "I could feel your heart racing."

Despite the obvious tightening of his muscles, Terry kept his eyes tightly shut. 

"Aww, don't be like that," he heard Inque say, a slight hint of a giggle in her voice. "Well, then, if you're going to play hard to get…"

Suddenly Terry felt a swift, poking sensation on his ribs. A cry of surprise nearly escaped from his lips and he barely managed to grit his teeth and keep his mouth shut. Still he kept his eyes closed. 

"Oh? Still being stubborn I see." Inque again. From the sound of her voice she was right in front of him, probably studying his face. "Very well. Have it your way."

The old bonds tightened, even as Inque formed new bonds around Terry's elbows, raising his arms and lifting them away from his torso. Before he could comprehend what was happening, Terry felt fingers dig into his ribs. 

The reaction was instantaneous. He jumped up, a cry escaping from his lips. The boy would've been halfway out of the chair if the bonds hadn't held him so tightly.

"Ah, not asleep anymore I take it?" Inque teased, her fingers keeping up the attack even as Terry tried to squirm away. 

"Stop! Please," Terry pleaded, laughing.

"My, my. Squirmy all of the sudden, aren't you?" Inque continued, unable to resist tormenting the boy a little longer. "Now are you try to pretend to be asleep anymore?" Terry shook his head.

"Good," Inque smiled, finally stopping. Terry slumped against the chair, catching his breathe. He could feel the polymorph's tendrils begin to wrap around him. 

"Wh-what are you doing?" Terry asked, looking at Inque where her humanoid face and hands appeared in front of him. Inque placed a finger on his lips, his head held tightly against his struggles to turn it away as she did so. 

"Why," she said in a flirtatious, sultry voice, her face darkening into a smirk as her finger traced his lips, "About to have fun, of course."

--------------------------------------------------

Terry's screams echoed from down the hall. Bruce cringed at the sound. Whatever Inque was doing to him, it sounded painful. Ironically though, it was just the distraction he needed. Spellbinder had turned at the first shout but then ignored the sounds that came after. A good thing, since Bruce would have to work even faster now.

Quickly, he pulled the tools out of his pocket and began working to open the vent. His vision remained focused on what he was doing, but he kept Spellbinder in his peripheral. No matter what was happening to Terry, he had to remain calm and steady. A mistake now, a little too much noise, and Spellbinder would become aware of his presence. If he became trapped in one of Spellbinder's illusions he'd be helpless. And most likely he and Terry would both be killed. 

The screams stopped just as Bruce started working on the final screw. Crap. Just when he was about to get to the noisiest part too. 

Carefully, Bruce let the vent lower, turning on its final screw. Fortunately it didn't creak. A good thing, since he was literally four feet from the back of Spellbinder's head, who he could see was just finishing up. Reaching around, Bruce grabbed his cane, which he approximated at about three feet and held it in his grip, which he estimated gave him another two feet once his head and arms were out of the vent. Perfect. 

With his calculations complete, Bruce turned back to the target before him. Holding the cane like a bat, he held it over his head and then swung down as hard as he could. Spellbinder went down with barely a groan. 

Quickly, Bruce slipped the rest of the way out of the vent and landed on the floor, rather painfully. The impact hurt his knee, but there was no time for that. Down the hall, Bruce could hear Terry's cries again.

The old man's expression darkened. As Batman, Bruce had already been a terrifying force for Gotham City's criminal element. But nothing compared to how hard he would push when someone was in danger. Especially when it was someone he knew. Cared about. Trained. Loved. Mask or no, that resolve had not weakened. Even as a frail old man, Bruce Wayne was still a terrifying force to be reckoned with. 

One hand gripped his cane in a strong, hard grip. The other carefully gripped the orb. His feet then began to walk slow yet determined steps down the hall. 


	11. Chapter 11

Chapter 11

The last couple of minutes were a blur of pain in Terry's memory. Inque had been forming and pressing "needles" into various parts of his body. Although Terry was certain Inque had purposely avoided any fatal areas, he was just as certain she had chosen some of the most painful places as well. The worst part was that she kept his eyes covered and attacked in unpredictable patterns so he was unable to prepare himself physically or mentally. He honestly wanted to cry, but all he could really do was scream--that is, until Inque covered his mouth with her own. For a few minutes it continued like that: he silently screaming and shaking, she kissing and torturing.

For a moment she stopped, her mouth freeing his, her razor sharp needles no longer poking. In the silence, Terry became aware of a frightened raspy breathing and then realized it was his own.

"Well, boy, nothing to say? No more of than defiant talk of yours?" Inque mocked.

"Please…" Terry whispered quietly through his raspy breaths.

"What was that? I'm afraid I couldn't hear you." Inque said, moving in closer.

"I said 'please'… go to hell, you disgusting bi--"

Terry was interrupted by the sound of his own scream as Inque set all her needles at him at once.

"Ever defiant to the end, aren't you? Fine. When I'm through with you, there'll hardly be anything left for Blight to finish off--" Terry was vaguely aware of the sound of a door slamming open interrupting Inque's speech. His soul sank with dread. If that was Blight right now, then this was it. This was how he was going to spend his last moments.

And suddenly, everything stopped. Inque's voice, the pain. At first, Terry was confused. Was he dead? But just as suddenly as everything had stopped, it came back: there was a warm throbbing pain from the various cuts Inque had inflicted on his body. But even more noticeable was Inque's wailing.

"Wh-what?! What's happening to me?! Why am I turning back into…this can't be! Where's my power gone?! What's happening?!" As she screamed, Terry could feel her clutches loosening and retreating, freeing him and allowing him to finally see.

Inque was before him, quickly forming back into her humanoid shape. She kept staring at her hands in horror as her tendrils retreated into her.

"Why? I don't understand!" the polymorph cried, rubbing her hands across her face, as though she didn't understand why it was there. "Why am I turning back into a human?"

Terry stared at her quizzically. Human? What was she talking about? This looked no different from her usual humanoid form. Her occasional tests of her abilities worked just fine, yet the polymorph continued to stare in horror at her own hands as though a black tidal wave of liquid hadn't just spouted out of them.

"Inque?" he tried. She ignored his inquiry, continuing to rant about the loss of her powers.

"She can't hear you. Or see you. She's trapped in an illusion," a familiar voice said from behind him. Terry twisted around in the chair, his wide eyes taking in the sight of the old man holding the orb.

"B-Bruce?" the boy gasped, almost as though staring at a ghost.

"You were expecting someone else?" came the usual sarcastic answer.

"But…but how? I thought Blight… how could you have fought him?"

"I was prepared for him, obviously."

"How did you know to expect him?" Terry asked, still incredulous.

"Who else could've left a footprint scorched into solid concrete?" Bruce replied.

"Right. Of course…" Terry replied, his face downcast. Bruce raised an eyebrow quizzically.

"You alright?"

"I will be," the boy replied, gripping the arm of the chair and shakily trying to stand.

Bruce's stomach turned with disgust at the holes and in his student's clothes. None of the injuries looked particularly dangerous, but they looked painful. He tried not to stare at the hand gripping the hand rest. Especially not at the blood coming from under Terry's fingernails.

It was obvious to Bruce, from the boy's pale face, that Terry needed to rest. But now wasn't the time. Blight and Shriek would be coming soon and Terry would need to be in the bat suit to fight them.

"Wow. I gotta admit, this is pretty pathetic." Terry mumbled.

"What are you talking about?"

"This whole plan of theirs. It was so obvious. You probably would've seen through that trap Inque laid for me in the alley. I didn't even realize Blight was involved until I saw him." Terry sighed, his eyes still facing the floor. "But I guess that's why you're Batman."

"Wrong." Bruce replied, sternly. "That's why I'm considered the world's greatest detective. I'm considered Batman because I came for you."

With that he walked over to Terry and placed the orb on the chair. Then he placed a hand on his protégé's shoulder and with the other took out the backpack with the bat suit within it and held it out to Terry.

"The same as you've done and would do if anyone else was in a similar predicament." Bruce said, quietly.

Terry stared at the bag for a moment, the events of the night running through his head. All the challenges brought before him and how he'd faced them. Bruce was right, it was just as he'd told Spellbinder: protecting others, that was why he was Batman.

"Thanks, Bruce," he replied, taking the bag. The old man simply nodded.

"I hate to rush you, but Shriek and Blight will be here any moment. You're going to need to keep them busy while I work on this." Bruce explained, picking up the orb.

"What are you going to do with that?" Terry asked.

"It's a bit more advanced, but this device is very similar to the ones the Mad Hatter used to use. With the tools I brought I should be able to modify it so it backtracks their brainwaves and subsequently deletes them." Bruce replied.

"You mean--?"

Bruce nodded. "That's right. I'm going to erase their memories of tonight."

The sound of something being smashed in the distance interrupted their conversation.

"That would be them. They can't be too far away. Hurry up and change." Bruce ordered, walking towards the door to the hall.

"Got it" Terry answered, pulling the bat suit from his backpack. Then a sudden thought occurred to him.

"Wait. Bruce, those tools. How were you expecting Spellbinder?" Terry asked. Bruce paused at the door.

"Someone had to create the illusion of Shriek falling so he could escape," the old man answered with a smile.

"Oh, yeah. Of course. I knew that." Terry stammered, his face turning red with embarrassment.

"Uh-huh." Bruce said, sarcastically. "Can't rely on gadgets to do all the work you need to do up here, Ter." He pointed to his head before turning back to the door and glancing at the orb. "But then again, there are times when they're awfully useful."


	12. Chapter 12

Chapter 12

Blight was the first one to arrive at the front door to the hideout. In his state, he didn't have the patience to simply wait for Shriek. So he simply melted the door away with the unusually high amount of heat radiating from his hand. Shriek observed from a few yards away and decided it was wiser not to say anything to his angry comrade. Besides, it wasn't as though he would have been able to open the door with his costume's large hands anyway.

"INQUE!" Blight screamed from the threshold. "Arg! I still can't believe that crusty old geezer and his freakin' dog managed to beat us! Inque!"

Although pretty angry himself, Shriek was calm enough to realize something was wrong. His suit's abilities to attack with sound were gone, but he could still amplify it into his own aided ears. And what he was hearing was pretty much nothing. The boy, Inque, and Spellbinder were all silent, not even moving. And Inque had yet to answer Blight's calls.

"Where is that woman?! I'm going to kill that punk right now!" Blight continued to roar, walking into the building and starting up the stairs. "INQUE!"

"Blight, wait." Shriek said firmly, deciding to risk the other man's anger. "Something's wrong."

"Obviously!" the glowing man growled. Shriek sighed. What was obvious was that the old man had followed the scorched footprints here and ruined their plans. Derek Powers was usually smarter than this, but when he was angry, well…there was no helping it. Anyway, if something had gone wrong, Shriek had no way of fighting in his broken suit. It would be up to Blight if the old man had somehow managed to defeat Inque and Spellbinder and freed the boy. Even more so if the kid had the bat suit as well.

Reaching the bottom of the stairs, Shriek finally heard the noise. It was barely audible over Blight's rampage, but it was there nonetheless. A quiet whimpering. A woman whimpering.

_What in the world…? _he thought as he walked up the stairs after Blight.

Then he heard it.

The sound of a quickening heartbeat, as though one was preparing for a fight. And it definitely wasn't his or Blight's.

_Dammit_. "Blight!" he shouted to the other man who was just opening the door. The monster turned to look at him. "The kid's got the jump on us--!"

No sooner had Shriek gotten the sentence out when a dark shape swung through the door, kicked the irradiated man squarely in the back of the head, and sent his large form careening directly into Shriek.

--

Batman landed gracefully at the top of the stairs, watching for just a second as Blight fell upon the helpless form of the sound mechanic, who cried out as he dropped down the steps with the burning bulky monster on top of him. His cries finally died when he landed at the bottom, losing consciousness most likely, but Terry could still hear the sizzling sound as Blight's heat met Shriek's suit. Normally, Terry would pause for the moment, relish it or make a quirk or a face. Not tonight.

Quick as lightening, he leapt from the top step, just as Blight began to yell at the bottom. Blight had already launched a ball of energy at him, but Batman was far quicker, kicking off the wall, and using the banister to swing past the burning plasma. Seeing he had no time to form another, Blight raised his fist to hit his opponent, but once again, the Batman was faster, deftly dodging the punch and returning the favor with a punch of his own to Blight's gut and continuing with a spin kick that sent Blight's head smashing into the wall, following by a side kick that knocked him backwards.

Blight's head spun. This wasn't normally how the Batman fought. This style was too fast, too aggressive, his hits far too hard. And he wasn't pausing. Or even talking. This wasn't how he normally fought at all. For once the boy wasn't playing around period.

"What in the world--" Blight barely managed to stammer out before he was met with another punch, this time to the face. And from there the blows refused to stop. Whatever anger Blight had been feeling before completely diminished in the face of this new hostility.

For his part, Terry just kept striking. He was tired, in pain, but most of all he was _furious_. And for once, Bruce's voice wasn't over the COM link to talk to him and calm him down. And so he kept hitting and hitting and hitting, working his anger, pain, and frustration with that night into every blow. And finally a voice from somewhere deep within Terry's consciousness, a voice which from habit of hearing it so often sounded a lot like Bruce's, told him _That's enough now_.

And the blows stopped.

Terry began to catch his breath, looking at his handiwork as he did so. Only Blight's shoulders moving slowly up and down gave any sign that he was still alive. His unconscious form was sitting on the floor, back to the wall, hunched over. His flesh, which had been glowing brightly only minutes before, was now reduced to a pale dull green.

His anger finally spent, Terry took a deep breath, focusing his thoughts and calming himself. Then his hand brushed Mr. Freeze's gun at his hip.

Looked like he hadn't needed it after all.

--

Bruce had just finished tinkering with the orb, knocked a stirring Spellbinder out a second time, and put it all back together when Terry entered the room.

"Done yet?" the boy asked simply.

"Just finished," Bruce replied, lifting the orb and turning. "I assume you had no trouble?"

"Never do once the fight's fair." the teenager answered, his usual smirk appearing on his face.

"Good. And you brought them both up here?"

"Yep."

"Good. Then if you could take this one," Bruce glanced down at Spellbinder "out to the rest of them, we can start phase two of this plan."


	13. Chapter 13

Chapter 13

Inque lay in wait in the dark alley, taking shape amongst the naturally formed shadows already there. Above her the Batmobile hovered and she knew that any moment now Batman would exit, get out of the costume, and change into his helpless civilian identity. If she'd had lips, Inque would have been licking them in anticipation of this moment.

The plan had gone perfectly so far. Shriek had destroyed some explosives on a roof, effectively getting the Batman's attention, and after a short chase, had successfully escaped with the help of Spellbinder's illusions. And while Batman had been distracted, she'd managed to hide a small piece of herself on his boot, allowing her to know where he was going and listen in on some of his plans. Now all that was left was to wait for him to hop down and get out of the bat suit. Yes, everything was going perfectly.

The sound of the vehicle's door opening stopped Inque's line of thought and she watched as Batman gracefully leapt from the vehicle and landed in the alley, ducking behind a dumpster to change, the darkness making him all but invisible to Inque. Finally, he emerged from the shadow of the dumpster, a bag slung over his shoulder, dressed in black shoes, black pants, a brown jacket, and a hat.

Inque smiled as she lunged in, knowing her now helpless prey had no idea of the trap that she had set for him. It wouldn't be long now that she could drag him back to the hideout, where the real fun of the evening would begin.

She was inches away from her target when, suddenly, he propelled himself into the air!

"What in the…!?" was all Inque managed to cry as she looked up, shocked, at the face of… Batman!… peering at her from under the hat.

He cocked a grin as he stared down at her, over the barrel of an all-too-familiar weapon.

"Sorry, Inque. Maybe next time." was all her said as he pulled the trigger on Mr. Freeze's gun.

Inque, on the other hand, just screamed.

--

Well, Terry had to hand it to Bruce, he was right. So far the plan had gone on without a hitch, although it had required Terry to do a lot of extra work for the evening. But, in the end, Bruce had assured him, it would be worth it. Especially in the long run.

The old man hadn't been content to simply erase the events of the evening from the villains' minds and hand them over to the police. Sooner or later, they'd start to piece together the holes in their memories and realize they'd been duped. That was the tricky thing about memories and memory wipes. And as Bruce pointed out, there was always the possibility that one of them might regain some shred of the events of that evening. And if worse came to worse, they might lay their trap again, at a time when Terry wouldn't be able to see it.

So Bruce had come up with a plan to solve all these problems.

Plain and simple, the villains had been allowed to wake up later that evening, all their equipment fixed and all signs of Terry having been there cleaned up, besides the bruises he was sure they would feel, but there was nothing to be done about that. The plan was to allow them to go through with Inque's plan, exactly the same, but with one exception; this time, Batman would "catch on" and manage to foil her plan in the alley. As Bruce pointed out, if any of them managed to regain any of what had happened, their old memories would conflict with these new ones. Without them even realizing it, their minds would fill in the holes and cover up any blank spots, clearing up any confusion by bending their memories to fit this new scenario.

And as an added bonus, in this new scenario, Inque's plan would "fail," thus giving them incentive not to try it again.

Oh, it had been a lot of work. Repairing Shriek's suit. Cleaning up the chair they'd kept him in. Replacing the front door Blight had melted. Especially that. It had been the biggest pain, but Bruce had been insistent, and thus Terry had to spend some time finding a similar door elsewhere in the building he was sure wouldn't be missed. But in the end, he had to admit, the old man had thought of every angle. And he was right, this way was going to be much better than simply turning them into the police.

Besides, once the clean up had been done, Terry had to admit, looking at Inque's frozen form in the middle of the alley, this way was much more fun.

Terry put Mr. Freeze's gun into the bag he was carrying then set it on the ground. As he began taking off the clothes he'd used to cover the bat suit he heard Bruce's voice over the COM Link.

"All done, McGinnis?"

"Almost. Just putting my clothes away. You can go ahead and give the commissioner the heads up on Inque. Better to get her into cold as soon as possible."

"And the others?"

"On my way to finish them now." Terry replied. "By the way, this might be a small hole in the plan but won't they wonder how I found their hideout?"

"Nope."

"How do you know?"

"I've been around criminal minds a long time, McGinnis. I understand their ways and their habits. And I understand them well enough to know that when you show up at their doorstep the first thing they'll suspect is each other."


	14. Chapter 14

Chapter 14

Blight paced furiously across the floor, his glowing flesh presenting his ever-growing irritation to the world.

"What is taking her so long?" he hissed impatiently, trying to ignore the primary reason for his ire, the mysterious throbbing aches throughout his body. Spellbinder and Shriek watched him from across the room.

"Relax, Blight. It's been less than an hour," the former soothed. Despite his own assurances, however, even Spellbinder had to admit something felt out of place. They had all simply woken up, mostly aching. It was so strange. Only moments ago they had been preparing to implement Inque's plan to finally capture Batman and suddenly everything was a blank. The nearest he could figure was some sort of gas had gotten into the building, knocking them all out. That would certainly explain his headache when he woke up. But it didn't explain the unusual injuries Blight and Shriek had received. What had happened in that time tugged at all their minds, but especially his. He was the Spellbinder, wasn't he? Psychology, illusions, memories-- that was his game!

"How long does it take to nab the Bat out of that freaking suit of his and drag him back here?" Blight snarled.

"Perhaps he chose to travel a long distance away before getting out of the suit? After all, no one knows where that bat cave of his is supposed to be." Spellbinder pointed out.

Shriek listened to the banter between the two, worry filling his own thoughts. The blacking out thing was a concern, but something more than that felt out of place. Sure the plan had gone on without a hitch, hadn't it? Well, other than Inque had wanted to change the location of the explosion, something about the original roof they had planned on being too trashed and unsuitable. But his suit had still made those explosives go off, right? It was just… something about the timing. Like the stuff had exploded a second later than he thought it would. Oh well, must have had something to do with explosives he didn't understand. That was no worry. But the way his suit had jammed during his fight with Batman. Even the Bat had seemed surprised, dodging an attack that never came. But it had been distraction enough for Shriek to run and allow Spellbinder to cover him from sight. Yes, overall, the plan had come together nicely. It was just those little things that bugged him. Why had Inque wanted to change the roof? What was wrong with his suit? Why had they all blacked out? Whatever the reasons, Shriek was taking no chances. His audio receivers were working (otherwise he wouldn't be able to hear Blight's constant whining) so he kept them on, carefully tuned and listening to the sounds outside.

--

The building Terry decided to do surveillance from stood across the street from the abandoned lab where Inque and the others had held him. He'd chosen it for the view it gave him of the other building's interior, but more importantly, he doubted Shriek would notice the small noises he made as he watched. Shriek's suit offensive wise was useless, but he'd still be able to pick up sounds with the suit's incredible sound sensing abilities. Terry was watching carefully, hoping Shriek would separate himself from the others, so he could be taken out without advancing any warning to Spellbinder or Blight. Any of his opponents were dangerous one-on-one; more than that and it would be next to impossible to defeat them. Sigh. Where was a Robin when you needed one?

After a few minutes of watching, Terry began to grow impatient. He was hoping Shriek would leave if for nothing more than to try to repair his suit, but so far, he hadn't moved. And with his rigid posture and darting eyes, Terry was certain he was listening to every sound.

"Hey, Wayne?"

"Yes?"

"This is taking too long. I'm changing the plan slightly." Terry explained, lifting his wrist to prepare to fire a Batarang.

"You sure it'll work?" Bruce asked, a slight sense of doubt in his tone.

"Nope. But even with the best plans you never can be sure." Terry replied, firing the Batarang at the wall two floors above the villains.

--

"Did you hear that?" Shriek said, suddenly standing.

"Hear what?" Blight snapped, turning his fiery eyes to the sound mechanic, who flinched under the harsh gaze.

"Well, it was something I've heard before. Very familiar, like--"

"Who cares?! You hear every little sound with that suit! It could have been a bird! You hear lots of those, don't you?!" Blight shouted. "Or perhaps--"

"Or perhaps you should go see what it was, just in case." Spellbinder calmly cut-in, looking at Shriek.

"But my suit's broken! If it really is something then what am I supposed…"Shriek started, until he noticed the room had become a bit brighter from the eyes that were menacingly staring at him from across the room. "Or, perhaps maybe that would be a, um, good idea."

With that, Shriek stood and walked calmly to the door. Only once he was through it and it was shut did he quickly scurry up the stairs and away from the man who could throw powerful blasts of energy. Powerful blasts of energy against which, Shriek had come to realize, his suit would also be useless.

--

Although the break he had been waiting for had finally arrived, Terry knew better than to waste it by acting too quickly. He needed Shriek as far from the others as possible before he flew to land on the roof and the sound gave him away. In a way he almost felt bad for the sound mechanic. Out of all the opponents Terry was going to face again, Shriek was the most helpless. There was no way he or Bruce could actually replace his sound modifiers, so Terry had simply used a laser to cut the curved glass of a light fixture into circles and covered the broken modifiers with them, hoping Shriek wouldn't notice the difference. And since the explosion had gone off without a hitch, Shriek had seen no reason to think the suit wasn't operational. Certainly he had no way to know that Terry, with Bruce's guidance, had merely wired a remote explosive to the materials ahead of time. In fact, he had no reason to suspect anything was wrong until he had tried to fire his sound blasts the second time. Terry had to admit, for a moment he'd forgotten the modifiers were broken and had dodged almost out of pure reaction. Which was fortunate, since in this new scenario, Batman should have had no idea Shriek's suit was going to suddenly jam.

In any case, Terry almost felt sorry for his opponent.

Almost.

This was still a man who used his discoveries and abilities to hurt people, even once bringing Gotham to its knees simply to fulfill a personal vendetta. The memories of the man's disdain for others quickly changed the pity in Terry's heart back to anger. He had a job to do. It was time to get this night over with.

He watched as Shriek reached the floor the Batarang had hit and began to walk to the wall it had landed into. Perfect.

Spreading the wings of the bat suit and firing the thrusters under his boots, Terry leapt from the roof and glided to the other. He'd have to finish this as quickly as possible. And hopefully without Shriek ever getting the chance to yell "Batman!" like they always did.


	15. Chapter 15

Chapter 15

_Slaggit! Slaggit! Slaggit!_ Terry thought as he plunged from the fourth floor to the ground below.

It had started out simply enough. He'd been on the roof, just about to glide down and take out Shriek when Bruce had contacted him.

"Don't underestimate him just because his suit is broken, McGinnis," the old man had warned.

"Really, Bruce. What's he going to do? Slug me with the thing?" Terry had replied, just before gliding off the roof to the window below.

Why was the old man _always_ right?

He honestly hadn't expected Shriek to slam him with the heavy arm of the suit as soon as he'd landed on the windowsill. But, as Bruce had warned, he didn't realize just how desperately Shriek would react without his sound powers. And now here he was, dropping backwards towards the concrete. The blow hadn't even hurt him, really, just stunned him enough to make him fall.

Terry tried to ignore the initial flip flops from his stomach and regain control of the fall. He had to flip, get his feet facing the ground so the rockets could propel him…There!

He groaned inwardly at the sound the rockets made as they fired, but there was nothing he could do about that now. Shriek was the most important target now. After all, he couldn't be sure Blight and Spellbinder heard the rockets, but Shriek would definitely warn them.

The fourth floor window raced towards him. This time, Terry braced himself for a possible hit--which never came. Instead, Shriek had taken the opportunity to flee and was already at the door on the other side of the room. No way to catch Shriek running. And a batarang would be evidence of his presence. Only one way to go about this.

Once again, Terry launched with the rockets boots, keeping his dangerous indoor flight straight with the gliders under either arm. He watched as Shriek turned to close the door, barely heard the sound mechanic's gasp of surprise, and definitely heard the loud crash as his foe crashed into the wall beyond the door.

_Slaggit_, Terry thought yet again. So much for infiltration.

--

Downstairs, meanwhile, the crash caused Blight to stop in midpace and Spellbinder to glance up.

"What is that fool doing?" Blight growled.

"Hmm. Maybe he wasn't as paranoid as we thought. We better go up and find out for sure." Spellbinder replied, heading for the stairs.

"What could possibly go wrong? Inque's supposed to be catching the Bat after all."

"Indeed. And it wouldn't be the first time he's managed to get the better of us." Spellbinder replied, his brow furrowing.

"How? The plan's foolproof! Even the Batman wouldn't be able to figure it out before it's too late!" Blight protested. Spellbinder paused.

"In theory, at least." the former psychologist replied, the problem from earlier still itching at the front of his mind.

--

"I thought the plan was to take out Shriek _quietly_," Bruce admonished.

"Well, at least he's taken out." Terry retorted, weakly. He could hear the old man's sigh over the COM link. "Hey, you're always telling me to think on my feet. Now seems like a good time to practice."

"Of course. Now. When you have both Blight _and_ Spellbinder in the building with you," Bruce answered. He sighed again. "Just go and hide."

"Gotcha," Terry replied, returning to the room as footsteps began to ascend the stairs. A quick glance about showed him the best hiding place, a stack of crates. Quickly, he leapt behind them and turned on the suit's cloaking ability.

A moment later a bright green light filled the room, carrying an uncomfortably warm sensation with it.

--

Blight glanced around, eventually setting his sights on the open window at the far end of the room and walked towards it.

"See anything suspicious?" Spellbinder called out from the hall, kneeling next to their unconscious comrade.

"The window's open." Blight replied as he stuck his head out. "But I don't see anything… wait a minute…"

"What is it?" Spellbinder asked, entering the room.

"Well, it would seem your theory was right, after all, Mr. Billings." Blight said, holding up his hand to reveal an already melting batarang. "It would appear we have a bat problem."

"Hmm. Indeed." Spellbinder agreed, holding up the orb.

Behind the crates, Terry gulped.

--

On the other end of the COM link, Bruce listened to the exchange. So they knew Terry was there. Of the two, Blight was the most dangerous, but the first thing to do would be to take out Spellbinder's orb so there'd be no chance for him to cast any illusions and give Blight the advantage of a surprise attack. Then he'd have to quickly take Spellbinder out so he could focus completely on Blight. Terry had fought him previously and it was possible he could beat him again, but the fight would take all of his attention…

Bruce's battle-trained mind thought this in a matter of seconds but he didn't dare voice this advice to Terry. Not yet. The slightest noise could give away his position and Bruce wanted to give his protégé all the time he needed to plan what could be the most dangerous fight of his life. It was a sink or swim situation and Bruce could only hope he'd taught his student to swim well.

--

The first thing Terry did once he saw Spellbinder activating his orb was to close his eyes. Getting caught in an illusion now would be a death sentence. But how was he supposed to fight? He couldn't just rush out and start throwing punches with his eyes closed the whole time. He needed to take out Spellbinder's orb, but one glance and he'd be fortunate if Blight's first blow knocked him out of it. How?

_Okay, McGinnis. Think. There's got to be someway out of this. _Terry thought, turning his face away from the glow of the orb and towards the relative safety of the wall. _How would the old man get out of this one?_

And then he saw it. No infrared or ultraviolet or special filters needed. There it was, plainly on the wall. But would his hastily formed plan work? Only one way to find out.

As quietly as possible, Terry pulled out a batarang, keeping his eyes focused on the shadows on the wall before him. Sometimes you just had to love that Blight was the brightest thing in the room. Okay, there was the Spellbinder's hand with the orb. Line up the batarang with the shadow. Give an estimate…Fire!

Spellbinder's cry and the sound of something shattering told Terry everything he needed to know. He leapt out from behind the crates and headed straight for Spellbinder, leaving the cloaking on to give himself a slight edge. It wouldn't last and in fact would be completely useless against Blight's radiated form, but it would confuse Spellbinder just enough to make him easier to take out.

"What the devil…?!" was all Spellbinder managed to cry out before Terry was upon him, dealing him a quick uppercut to the chin. Spellbinder staggered, but didn't go down.

"No! You think you can beat me with an illusion of your own, Batman? I am the master of illusions! You'll never wi--!" he cried before succumbing to the second punch Terry threw to his gut.

"Maybe not with an illusion." Terry replied. "But my fist seems to work well enough."

"Well, well, well." Blight said, clapping. "I really ought to congratulate you, Batman. Somehow, you managed to beat three of us. I have no idea _how_ you managed to get through Inque's plan, but--"

"Oh, it was easy." Terry replied, cockily. This next part of his plan was risky because although raising Blight to anger caused him to make more mistakes it also made his radiation powers stronger. "You guys had a weak link in your alliance."

Blight's eyes widened. "What do you mean?!"

Terry shrugged, nonchalantly. "That's for me to know and you to figure out. Though you might want to watch who gets the best deal when the four of you get turned in. The police tend to be more favorable to those who give them little tips than I am." With that, he smirked.

"You WILL tell me who that damn traitor is!" Blight screamed, clenching his fists as glowing radiation streaming from his body.

"Yeah? And what if I do?" Terry challenged, getting into a fighting stance himself.

Blight paused only long enough to form an energy ball above his head. "Then I'll kill you both!"

"Well, not a lot of incentive, is there?" Terry responded, just as Blight threw the energy ball towards him.


	16. Chapter 16

Chapter 16

Terry felt the rush of heat as the energy ball exploded behind him. It had been close, a little too close, in fact. He needed to dodge better, but man, he was so exhausted…

"Tired out already, Batman?" Blight mocked as he formed another energy ball. "Don't worry. I'll put you out of your misery soon enough. Just as soon as you tell me who the damn traitor is."

"Don't get your hopes up," the Tomorrow Knight answered, crouching. As soon as Blight fired the blast, Terry took his chance, leaping into the air and launching with his thrusters. The energy wave passing safely under him, he let the thrusters close the distance between himself and Blight. But the glowing monster was ready for this.

"Oof!" Terry cried out as one of Blight's large fists swept him out of the air and into a nearby wall. He quickly tried to regain his balance but his opponent was faster. Before he knew it, Blight had him pinned to the wall by his neck, the heat from the monster's massive hand burning him even through the suit. He could hear Bruce calling out his name in panic even over his own choked cries but the sensation was faint and distant compared to the brightness and burning that was present now.

"You know, Batman, I just realized that with you out of the way that traitor doesn't really matter. Inque, Spellbinder, Shriek-- I don't need any of them!" The abomination laughed as he pressed his fiery palm even harder against Terry's throat. "Gotham will only have one name to fear--mine!

"However, I must admit, I'm rather curious." he continued, raising his other hand. "The entire point of the exercise tonight was to find out who is under that mask. And now I think I'll do just that."

With that, he began to move his other hand towards Terry's face.

--

The monitor that kept tabs on the thermal detectors on the suit was going haywire, flickering a bright red and orange. Bruce was beginning to wish he hadn't programmed it to do that. It was distracting when he was trying to think, almost as though the machine was mocking him, "He's burning! He's burning!"

The video feed had ended when Blight had brought his hand to the mask. The audio still worked though, as he'd heard Terry's cry as Blight's hand started to melt mask, followed by Blight's jeers.

Maybe he'd made a mistake this time. Maybe it would've been better to simply erase the villains' memories and leave it at that. Maybe it had been too much for Terry to handle in his exhausted state.

Maybe. But it was too late for regrets now. He'd gotten the kid into this mess, damn it all if he'd just leave it at that.

Would the freeze gun do the trick? Maybe for a few moments, but it would never keep Blight down as he was now. He was simply too powerful. The ice would melt without touching him. It could only work once he was nearing exhaustion.

But if that wouldn't work, what would? If he didn't hurry, Blight was going to burn through the mask and see Terry's face, making this plan all for naught in the first place…

And that was when it hit him. A way for the kid to beat the glowing atrocity. With no time to lose, Bruce activated the COM link.

--

"Aarg!" Terry cried out as the burning digits began slowly tracing the mask, taking their time to get it off carefully. Already most of the right eye piece had melted away along with some of the surrounding material. He tried desperately to grab at the hand holding his throat, anything to get out of this hell, but it was so hot it burned his fingers. He cried out again. God, it was so hot!

"Don't worry, Batman. I'm not gonna burn it to your face or anything. Not yet anyway." Blight grinned. "Not till I get a good look at you…"

"McGinnis!" Terry heard Bruce's firm tone in his ear. Finally! It meant life-saving advice was to follow.

"Raise your hand to his face and fire a batarang!"

"Wh-which…one?" Terry managed to choke out.

"What's this? Trying to get some help, are we?" Blight mocked. "Well, it's too late!"

"It doesn't matter which kind! Just fire a batarang into his face!" Bruce yelled.

"Got-gotcha!" Terry affirmed, doing as the old man instructed.

"What the--AARG!" Blight screamed as an electrically charge batarang flew into his cheek. Both of his hands raced up to his face to try to get rid of the offending object, allowing Terry to fall to the floor.

"McGinnis! Strike him now!" Bruce cried out.

"Don't have to tell me twice," came the usual sarcastic reply, as the boy sprang to his feet, one hand rubbing his neck a little where the suit had been seared. Forming both hands into fists, he raced towards his screaming opponent, sending blow after blow into Blight's tormented body even as shock after shock trembled through it.

But even then, Blight wasn't finished.

Terry leapt up, prepared to launch a kick straight into Blight's face, but the radiated monster managed to catch it.

"Ha, ha, Hahahaha!" Blight laughed, almost maniacally as he looked up at his trapped opponent. Terry glared down at him with narrowed eyes. So Blight liked to burn things? Fine. A taste of his own medicine.

Without a second thought, Terry activated the rocket boosters at the end of his boots, shooting a powerful flame straight into Blight's eye.

The reaction was instantaneous. Blight let go, falling backwards on the floor as he again grabbed his face, screaming all the while. Meanwhile, the rocket thrust Terry back just enough to allow him to flip to his feet and land gracefully to a crouch on the floor. He glanced up and stood just as the electric batarang finally lost its charge, leaving Blight's pale green form unmoving on the floor.

Terry walked the few steps to Blight's unconscious body, the freeze gun already in his hand by the time he reached it. Kneeling down, he removed the batarang and stood back up, taking a deep breath as he aimed the weapon and pulled the trigger, exhaustion creeping into every part of his body as he finally took in the realization that this night was finally over.


	17. Chapter 17

Chapter 17

The phone rang three times before it was answered on the other end. The worst part about working with teenagers, Bruce thought, was having to come up with lies and excuses to tell their parents. He never did like lying to Gotham's honest citizens. Nonetheless, he prepared his polite, charming Bruce Wayne voice for the ear listening at the other end.

"Hello, Ms. McGinnis? Yes, this is Bruce Wayne. I apologize for calling so early, but I wanted to let you know as soon as you woke up that your son was safe over here. There was an emergency meeting at Wayne Powers that I had to attend last night and Terry wasn't feeling well afterwards so he stayed over… Yes, I didn't want to call so late so I decided to let you know early today. I apologize if I made you worry… Of course, I'll have him call you when he wakes up. If you could call his school to let them know…thank you. Okay. I'll have him call you. Good bye, Ms. McGinnis."

--

A thick curtain made of a crimson velvet covered the window and kept the guest bedroom of Wayne Manor dark, but Terry was certain when he awoke that it was probably sometime in the afternoon. Yawning, he pulled the thick covers off and set his feet on the carpeted floor.

He'd been exhausted last night but it had taken an hour to return to the cave and bandage all the injuries he'd received. Bruce didn't even wait for him to ask.

"Second floor, the third door on your right is a guest bedroom. Sleep there," the old man had gruffly commanded, leaving no room for protests. Not that Terry would have tried. As soon as he'd landed on the large bed he'd been out. Criminals, Gotham, school, family, double lives, secrets--all were forgotten for those blessed hours he could finally rest.

Now, however, was the time to deal with all that. The old man was downstairs, either sleeping or working, though Terry was betting on the latter.

Yawning again, the teen stretched and then began the walk back to the cave.

--

"I called your mother first thing this morning. She's waiting for you to call her back," Bruce said as soon as Terry had descended the stairs to the cave. His back had been turned, and he hadn't even glanced up from his work of repairing the suit, but Terry wasn't surprised. It didn't matter how quiet one tried to be, all those years of training had given the old man eyes in the back of his head.

"What time is it?" Terry asked, rubbing his eyes. All that money and you would think that Bruce would at least have that grandfather clock repaired to tell the correct time…okay, well, maybe not…

"About three-thirty in the afternoon," Bruce replied. Before Terry could protest, he quickly added, "Don't worry about school. Your mother called to let them know her sick son would be out today."

"Okay, then otherwise it was the usual excuse about a late emergency meeting?" Terry asked.

"Of course." Bruce answered, finally turning around. "The entire story was you weren't feeling well after driving me back from the meeting and stayed here. Probably just as well. You still look pale."

"I'm fine." Terry replied, tersely. Bruce simply nodded.

"In any case, good work. Four of Gotham's worst are locked up and the suit still needs repairs. I think Gotham can last one night without Batman." Bruce said turning back to the worktable. He'd been working only a moment when he saw a shape appear across the table from him.

"So, what needs to be done?" Terry asked, leaning over. Bruce looked up at him with sharp eyes. He was ready to tell the teenager what so many had tried to tell _him_, that he was just one man, that he couldn't be everywhere at once, that he couldn't solve all the city's problems, that it was okay sometimes to take a break now and then, to have a night off.

But he knew it would be a waste of breath.

"Just make sure to call your mother," he said with a sigh instead.

--

_Author's Notes: Decided to stick these at the very end of the story. Hello all, and thank you for reading. And thank you very much for the reviews. I read every single one and they were my fuel to keep writing and finish this :) Thank you again! Also, I apologize for the chapters being late sometimes. I blame MegaCon, FreeCon, and most of all, work (because a girl has to eat:P). In response to a few responses, I debated taking this story down a darker route, but ultimately decided it detracted from the plot, and wasn't something that really fit with the style of the original TV show. And wow, just wow, to everyone who said this fanfic was episode worthy. Thank you so much! And I'm glad everyone enjoyed the "Hold on…I'm still counting" joke. Once again, thanks everyone! _


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